AnnuAl
Review
K e y f i g u re s 2008 2009 2010 2,500 2,000 1,500 1,000 500 0 2,674 2,175 2,094 2008 2009 2010 310.5 227.9 249.1 2008 2009 2010 400 320 240 160 80 0 300 240 180 120 60 0 297 288 218 33 8 72
Key figures
* Refer to glossary for definitions and abbreviations
Revenue (x € 1 million) Net profit (x € 1 million) Capital expenditure (x € 1 million)
Net capital expenditure Disposals
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(amounts x € 1 million, unless stated otherwise) 2010 2009
Revenue (work done) 2,674 2,175
Order book (work to be done) 3,248 2,875
Operating profit 401.9 249.3
EBITDA* 621.5 445.0
Net profit 310.5 227.9
Net group profit* 312.9 229.2
Depreciation, amortization and impairment losses 219.6 195.7
Cash flow 532.5 424.8
Shareholders’ equity 1,565 1,296
Personnel (headcount) 13,832 10,514
Ratios (percentages)
Operating result as % of revenue 15.0 11.5
Return on capital employed* 18.1 20.2
Return on equity* 21.7 21.1
Solvency* 37.1 46.5
Figures per share (in €)
Profit 3.11 2.58
Dividend 1.24 1.19
The Netherlands Rest of Europe Australia / Asia Middle East Africa
North and South America Dredging & Earthmoving
Harbour Towage
Salvage, Transport & Heavy Lift Terminal Services
Maritime infrastructure Non-allocated group costs
2009 2010 3,248 2,875 3,354 2008 3,750 3,000 2,250 1,500 750 0
Order book (x € 1 million)
2008 2009 2010 2,500 2,000 1,500 1,000 500 0
Acquired orders (x € 1 million)
Hoppers Cutters Fleet utilization (in weeks per year)
2008 2009 2010 50 40 30 20 10 0 27 36 34 42 48 45 Operational information Order book development
Revenue segmentation 1,766 2,335 Boskalis AEX 0 10 15 20
Development Boskalis share price 2010, AEX index rebased to Boskalis (in euros)
5 25 30 35 40 bewerkt voor JV2010 517 585 626 370 228 348 bewerkt voor JV2010 155 1,801 296 148 265 9
Revenue by segment (x € 1 million) Revenue by geographical area (x € 1 million)
December November October September August July June May April March February January 534* 2.083 *one-off SMIT consolidation effect 2,617 R o y a l B o s k a l i s We s t m i n s t e r n v K e y f i g u re s Share information 2010 2009
Stock price (in €)
High 36.58 28.45
Low 23.16 13.25
Close 35.7 27.05
Average daily trading volume 485,549 518,277
Number of issued ordinary shares (x 1,000) 100,974 98,651
Average number of outstanding shares (x 1,000) 99,962 88,372
Stock market capitalization (in € billions) 3.605 2.669
Profit per share (in €) 3.11 2.58
Looking back on 100 years of Boskalis The year 2010 marked 100 years of Boskalis history. To celebrate this unique anniversary Boskalis commissioned the book
‘Verdiept Verleden. Een eeuw Koninklijke Boskalis Westminster en de Nederlandse baggerindustrie’ (‘Deepening the past; a century of Royal Boskalis Westminster and the Dutch dredging industry’) (in Dutch). Researched and written by (corporate) historians at Utrecht University, the book describes how our company was able to grow into the leading maritime services provider it is today. The cover picture has been borrowed from the book.
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This Annual Review contains forward-looking statements. These statements are based on current expectations, estimates and projections of Boskalis’ management and information currently available to the company. These forecasts are not certain and contain elements of risk that are difficult to predict and therefore Boskalis does not guarantee that its expectations will be realized. Boskalis is under no obligation to update the statements contained in this Annual Review.
Unless stated otherwise, all amounts in this Annual Review are in euros (€).
Some of the projects referred to in this review were carried out in cooperation with other companies.
This is an English translation of the official Annual Review in the Dutch language. In the event of discrepancies between the two, the Dutch version shall prevail. The full 2010 Annual Report including the financial statements can be found on www.boskalis.com.
This report was produced carbon-free and printed on 100% reclycled FSC paper.
R o y a l B o s k a l i s We s t m i n s t e r n v
Annual Review 2010
Mega trailing suction hopper dredger the Queen of the Netherlands at work in the Maldives. In 2010 work to raise four islands to protect the local population was successfully completed.
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Table of contents
Key figures (inside cover)
Chairman’s statement 4 Boskalis at a glance 10 Company profile 12 Activities 13 Strategy 14 Shareholder information 22
Report of the Supervisory Board 26
Report of the Board of Management 34
Market developments 36
Financial performance 37
Operational performance 46
Corporate Social Responsibility 50
Risk management 51
Corporate Governance 58
Outlook 60
Statement of Directors’ responsibilities 61
Summary financial information 2010 65
Other information 132
Ten-year overview 134
Stichting Continuïteit KBW 135
Supervision, Board & Management 136
Legal structure 140
Glossary 141
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Dear shareholders,
2010 was a special and memorable year for Boskalis in many ways. Not just because it was the year in which we celebrated our centenary, but definitely also because it was a year in which we continued to develop the foundations for the future of our company.
Record revenue and profit
Above all, 2010 was a special year because of the record level of revenue and net profit we achieved. Revenue rose by 23% to € 2.7 billion and net profit was up 36% at 311 million, whilst the order book remained at a respectable level of € 3.2 billion. Operating results of truly historic proportions.
The merger with Smit Internationale N.V., which we completed with effect from 27 March 2010, made a major contribution to the growth figures we achieved in 2010.
The combination of Boskalis and SMIT has created a world-class maritime player:
• 14,000 employees; • 1,100 vessels; • active in 65 countries.
As soon as the offer had succeeded we got down to work together on exploring the potential synergies - in terms of costs but in particular in the market. And the opportunities are plentiful. For example, we are working together increasingly closely to cut procurement costs, leverage each other’s knowledge and people, and more importantly: to piggy back on each other in the market.
Over € 10 million in actual cost and other synergies have been identified in 2010 and will be realized over the next two years.
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S u m m a r y f i n a n c i a l i n f o r m a t i o n 2 0 1 0 C h a i r m a n ’s s t a t e m e n t
However, last year we also achieved great success in our core activity of Dredging & Earthmoving, once again reaping the benefits of our contracting policy of recent years which enabled us to start 2010 with a well-filled order book.
And so we made an excellent start with the integration process, with business continuing very much as usual.
The organization had to pull out all the stops - on the projects, on the vessels, at the wharves and in the offices. Everybody worked hard - both on the integration and on our normal business.
In the Oil & Gas segment we worked on the Nord Stream pipeline linking Russia and northern Germany. We also made a start on the sizable Gorgon LNG project in Australia - a big challenge for the organization due to both its nature and in particular the unique environment.
In addition we started work on the second phase of the LNG port at Cuyutlán in Mexico as well as the expansion of the Soyo LNG port in Angola.
In our Ports segment construction work on the Maasvlakte 2 in Rotterdam - a project which will continue through to mid-2012 - kept us very busy in the Netherlands in 2010. Most of the volume of sand that needs to be delivered from the sea has been deposited and we are now hard at work on the sea wall in particular.
In addition we, together with Archirodon, successfully completed the construction of the new Khalifa Port in Abu Dhabi.
And in the Caribbean we worked on deepening and expanding cruise ship terminals, in the Bahamas and in Jamaica.
In the Land Reclamation & Coastal Protection segment work in the Netherlands was once again concentrated on tackling the sections of coastline known as the ‘Zwakke Schakels’ (Weak
Links). Just before the end of the year we won the contract to create a ‘sand motor’ off the coast of the province of Zuid-Holland.
In the Maldives the reconstruction of another four islands was completed in order to protect the local population from rising sea levels.
In Louisiana in the United States our American trailing suction hopper dredger Stuyvesant successfully helped to build sand berms to protect the ecosystem against the oil spill resulting from the disaster with the Deepwater Horizon rig.
Safety
Despite the high level of operational activity and the additional workload from the merger we once again managed to further improve safety on our vessels and projects, as evidenced by the fact that we managed to again reduce the Lost Time Injury Frequency rate, our leading safety indicator, from 0.74 to 0.67. In our Corporate Social Responsibility Report we account for our economic, social and environmental performance and in which, amongst others, Safety is a prominent aspect.
Key developments in 2010
Record revenue € 2.7 billion and result € 311 million, earnings per share 3.11
Well-filled order book € 3.2 billion with projects across all segments and broad geographical spread
Merger with Smit Internationale N.V. completed Financing of SMIT takeover completed with successful € 354 million mln USPP
Launch of new NINA safety program New 2011-2013 Corporate Business Plan
6 A n n u a l R e v i e w 2 0 1 0 C h a i r m a n ’s s t a t e m e n t
A major initiative in the area of safety in 2010 was the introduction of our new safety program, NINA (No Injuries No Accidents). Focused on the necessary culture changes, the entire safety program was developed in-house and its roll-out across the Boskalis organization has been ongoing since the summer of 2010. The aim is for NINA to become part and parcel of our everyday business. The core of NINA consists of five safety values, which mainly relate to awareness, responsibility and open communication about safety.
The NINA program enjoys the proactive support of our senior management and will make a major contribution to the further improvement of safety within our company.
Financing
In order to finance the acquisition of SMIT, Boskalis already successfully completed a € 230 million equity offering of over nine million new shares in 2009. In addition, a € 650 million credit facility was taken out, as well as a € 400 million bridge loan.
In 2010 we completed the overall financing with a € 354 million private placement loan in the United States and the United Kingdom. The interest was so intense that demand was three times greater than our required financing level.
Even after the acquisition of SMIT our balance sheet remains solid, with a solvency level of 37.1%. At end-2010 net debt totalled € 450 million. The net debt/EBITDA ratio is around 0.9, well below the ceiling of 3.0 which applies under the financing agreements.
Our strong balance sheet combined with the cash flows that we will generate over the next few years will enable us to pursue further targeted growth of our business through investments and acquisitions.
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C h a i r m a n ’s s t a t e m e n t
Conversely, at the top end of the market we are seeing opportunities for combined services with considerable added value. This applies in particular to the combination of SMIT and Boskalis services. In order to maximize our ability to leverage these opportunities we will continue to further integrate the organizations.
In the coming years we will use our strategic frame-work to further put our house in order, on the one hand by fine-tuning both our portfolio of activities and our organization.
On the other, we will take targeted action to further strengthen ourselves – within the organization, with our fleet, and, where possible, through acquisitions. And so it is with a sense of great expectation and confidence that we cross the threshold into the next century of our history.
Shortly after the date of this report the sad news reached us of the sudden passing away of our esteemed chairman of the Supervisory Board, Mr. H. Heemskerk.
After his appointment to the Supervisory Board in 2006 Mr. Heemskerk made a major contribution to the development of our company through his broad managerial experience, great interest and enthusiastic involvement. As chairman of the Supervisory Board Mr. Heemskerk played an important, binding role in renewing, reinforcing and leading the Supervisory Board. We will remember him as a committed, inspiring and passionate person.
On behalf of the Board of Management
dr. P.A.M. Berdowski Corporate Business Plan 2011-2013
A new Corporate Business Plan has been compiled in order to bring focus to the new group in terms of its composition and cohesion, and to prioritize the various investment opportunities.
To this end we took measures including a global market survey of the relevant trends and developments in our markets. We also visited dozens of our clients and end-users of our services around the world in order to question them about their views on the market and their specific product requirements.
The study showed that the long-term drivers for our industry, and in particular the growth in energy consumption and global trade, remain positive.
The main market segments that we will continue to concentrate on are:
• Oil & Gas; • Ports;
• Land Reclamation & Coastal Protection
We have refined our geographical focus. We have identified six regions in the world where there is expected to be a high level of activity for our business in the coming years and on which we will concentrate our focus. These ‘focal regions’ are: • Northwest Europe;
• South and West Africa; • Brazil;
• Middle East; • Southeast Asia; • Australia.
Although the long-term drivers are positive, we expect volumes and prices to be under pressure in the near term, particularly at the lower end of the market. We shall therefore intensify our focus on cost leadership.
Maasvlakte 2 project, the Netherlands
The Blockbuster has been deployed to place the blocks in the hard sea wall. Thanks to its unique construction this ‘E-crane’ is able to lift blocks weighing 50 tonnes and move them across a distance of 63 meters. Both the technical adjustments needed to achieve this and the advanced operating system were developed in-house by Boskalis.
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11 Company profile 12 Activities 13 Strategy 14 Shareholder information 22
Boskalis at a glance
12 A n n u a l R e v i e w 2 0 1 0 B o s k a l i s a t a g l a n c e
Company profile
Boskalis concentrates on the oil and gas, ports, and land reclamation and coastal protection market segments. This spread gives us both a solid foundation and the flexibility to be able to take on a wide range of projects and means we have excellent prospects for balanced growth. Demand for our services is driven by growing energy consumption, growth in global trade, growth in world population, and climate change.
Our main clients are oil companies, port operators, governments, shipping companies, international project developers, insurance companies and mining firms. We provide its clients with a broad
range of services within the chain comprising design, project management, execution and continuous services.
Boskalis has around 14,000 employees, including our share in partner companies Lamnalco and Archirodon, and is active in over 65 countries across six continents. Our versatile fleet consists of over 1,100 vessels. Boskalis is based in the Dutch city of Papendrecht. Royal Boskalis Westminster N.V. shares have been listed on the Amsterdam stock exchange since 1971 and are currently included in the AEX index of NYSE Euronext Amsterdam.
Royal Boskalis Westminster N.V. (Boskalis) is a leading global services provider operating in the dredging, maritime infrastructure and maritime and terminal services sectors. The activities of Boskalis comprise Dredging & Earthmoving, Harbour Towage (through SMIT), Salvage, Transport & Heavy Lift (through SMIT), Terminal Services (through SMIT and our 50% share in Lamnalco) and Martime Infrastructure (through our 40% stake in Archirodon).
Trailing suction hopper dredger the Prins der Nederlanden dredging a container terminal in Cape Town, South Africa.
R o y a l B o s k a l i s We s t m i n s t e r n v 13 Dredging & Earthmoving
All manner of activities relating to wet and dry earthmoving traditionally form Boskalis’ most important business and include port construction and waterway maintenance, land reclamation and coastal defense and riverbank protection. We also provide a range of specialist services including offshore services, dry earthmoving and soil improve-ment, underwater rock fragmentation, environmental contracting and engineering. Our multidisciplinary approach allows us to take on and execute large-scale, complex projects. Thanks to our global spread, high professional standards, versatile state-of-the-art fleet and our conscious focus on costs we are a world leader in Dredging & Earthmoving. We are reknown for our innovative approach and specialist knowledge of environmentally friendly dredging techniques.
Harbour Towage
We provide assistance to incoming and outgoing seagoing vessels - including ro-ro ships, oil and chemical tankers, container ships, reefers and mixed cargo ships - in some of the world’s biggest ports. With a versatile fleet of over 200 tugs, SMIT has built up an excellent reputation in this area. SMIT operates tug services in countries including the Netherlands, Argentina, Belgium, Canada, Brazil, Indonesia, Malaysia, Panama, Singapore and the United Kingdom.
Salvage, Transport & Heavy Lift
The specialist activities we offer through SMIT include salvage, wreck clearance, transport of heavy loads and heavy lifting work using floating cranes. Because SMIT operates out of four strategic locations - Houston, Cape Town, Rotterdam and Singapore - it is able to provide emergency response assistance to ships in distress anywhere in the world and at any time.
SMIT has the advanced technology and expertise needed to remove hazardous substances such as
fuel from wrecks in order to prevent environmental pollution.
SMIT operates a varied fleet of transport barges for the transportation of civil engineering constructions, cranes, offshore constructions and other heavy loads. SMIT also leases out large and small work vessels, in particular to the offshore industry. SMIT also carries out heavy lifting work in selected regions using floating cranes with a lifting capacity ranging from 400 to 3,200 tons.
Terminal Services
Through SMIT and Lamnalco (in which we hold a 50% stake) we offer a full range of services for the operation and management of onshore and offshore terminals. Providing support for the berthing and unberthing of oil and gas tankers is the core activity in this segment. Additional support services include piloting services, subsea inspection and maintenance, coupling and uncoupling of terminal connections, firefighting, escort services, transportation of crews and goods and operating bunker vessels. We also assist with the operational marine management of terminals. The instruction and training of local staff often forms an integral component of these activities.
Maritime Infrastructure
Archirodon, in which we hold a 40% stake, is our strategic partner in the field of maritime infrastructure. As a maritime contractor Archirodon has extensive experience in designing and
constructing quay walls, jetties, breakwaters and oil and gas terminals. In addition, the company is an all-rounder in the civil infrastructure and industrial installations markets, building for example water purification plants, sewer systems, dams, bridges, power stations, desalination plants and pumping stations, particularly in the Middle East and North Africa. The company has an excellent track record when it comes to executing multidisciplinary projects.
Activities
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Strategy Focus, Optimize, Reinforce, expand
The merger of Boskalis and SMIT has created one of the biggest international maritime companies in the world. A new Corporate Business Plan has been drafted for 2011-2013 to give direction and cohesion to the company in this new composition, and to enable us to set the right priorities with regard to the various investment opportunities. We will use a considerable part of the period covered by the plan to optimize the organization’s new structure, both internally and in the market. We wish to focus our joint activities, to optimize and reinforce our combined knowledge, strength and expertise. We will also pursue further growth and expand our activities when opportunities present themselves in the market.
Market developments
Structural growth in the markets where Boskalis is active continues to be driven by long-term global economic and geographic trends. For the purpose of our new Business Plan we carried out a global review of the relevant trends and developments in our markets. We also visited dozens of clients and end-users around the world to sound them out about their vision on the market and their specific needs. This led to the following conclusions. The most important underlying drivers of growth for
the markets in which we operate are the growing demand for energy and growth in global trade. Over the past few years we were faced with stagnating demand as a result of the cyclical downturn in 2008. At the same time we saw new production capacity coming onto the market. This put pressure on both volumes and margins. The market outlook for the longer term is more positive. Our analyses show favorable growth perspectives for the coming years in the markets related to Oil & Gas and Ports.
Offshore Oil & Gas CapEx & OpEx (US$ bn)
Source: Douglas Westwood & Energy 400 300 200 100 0 Asia Pacific Latin America Middle East Africa North Amerika Europe B o s k a l i s a t a g l a n c e 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013
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S t r a t e g y
In addition in specific regions there is growing demand for land reclamation and coastal protection.
The main market segments we will continue to concentrate on are:
• Oil & Gas • Ports
• Land Reclamation & Coastal Protection
We see strong differences in client needs within and between the various market segments. At the lower end of the market we find clients who are looking for one fairly simple product, such as standard dredging work, equipment hire or transport. As these clients are strongly focused on costs, cost leadership is a major (pre)condition for success in this segment. Boskalis wants to be active in this segment with specific equipment because it allows us to realize stable volumes and optimize our fleet utilization.
At the top end of the market we find clients who look to us to deliver integrated services or turnkey solutions. To be able to meet these high-end client demands we need to operate as a contract partner, while additional competencies such as engineering, environmental and soil knowledge, expertise in coastal and maritime engineering and project management experience are key success factors. We wish to position ourselves emphatically in this segment which is characterized by relatively low volumes and the potential for higher margins.
The group’s success is determined by its ability to leverage the diversity of our equipment to serve both these client groups in a balanced way. Source: Drewry 2009/10
Container throughput* (million TEU)
Boskalis revenue breakdown by market segment
2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014
Port-to-Port Transhipment
Ports Oil & Gas
Land Reclamation & Coastal Protection Other
41% 18%
33% 8%
2008 levels achieved again between 2011 and 2012 700 600 500 400 300 200 100 0
16 A n n u a l R e v i e w 2 0 1 0 Strategic framework
There are four cornerstones to the new plan: Focus, Optimize, Reinforce and Expand.
Focus
• On market segments • On geographic regions • On Value-Adding Assets
The Focus principle relates to three aspects. In addition to the focus on our three market
segments, we will especially target our activities on certain geographic regions. The choice for these regions is based on our market analysis which shows where the main Oil & Gas developments are likely to take place in the coming period and where the opportunities lie for our combined activities.
To be the leading services provider of creative, innovative and complete solutions for infrastructural challenges in the maritime, coastal and delta areas of the world.
Focus Optimize
Expand Reinforce
Brazil S/W Africa Australia
S/E Asia N/W Europe
Middle East
Oil & Gas Ports
Land Reclamation & Coastal Protection = € 500m
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S t r a t e g y
In the next few years we will concentrate our activities on six geographic regions, without however losing sight of other areas:
1. North-West Europe 2. South and West Africa 3. Brazil
4. Middle East 5. Southeast Asia 6. Australia
Finally, we will focus on Value-Adding Assets through a combination of activities and equipment which enables us both to operate cost-effectively at the lower end of the market and to be successful in the complex turnkey/multidisciplinary integrated projects at the top end of the market.
Optimize
• Cost leadership
• Further integration of activities • Invest in developing competencies With the new composition of the group and the focus areas we have defined we plan to optimize the cohesion between the various activities. On the cost side we will do this by making better use of the potential of our organizations and by investing in developing the competencies which strengthen our position as a high-end contractor.
1. Cost leadership - We want to strengthen our cost leadership by taking maximum advantage of the group’s economies of scale, for example by leveraging our purchasing power with suppliers. We want to reduce costs through benchmarking and exchanging best practices. Moreover, we will set priorities within the
business, prioritizing activities and assets with value-added contracting potential and focusing on the six geographic regions. 2. Integration & centralization of resources –
We are working on enhancing the
organization’s efficiency by further integrating various support activities and physically housing them under the same roof. The principal internal synergy opportunities lie in central management of the equipment (fleet management), purchasing, crewing and training. Furthermore, by acting in concert in the market we will be able to take advantage of new commercial opportunities that arise, with both new and existing clients.
3. Invest in developing competencies - In order to provide our joint activities in the higher segment we plan to combine and reinforce the necessary competencies - primarily engineering, costing, work preparation, risk management, project management and innovation. In the past few years Boskalis has strongly developed these competencies with regard to large, complex dredging projects. We want to further develop this knowledge and expertise and use it to scale up the group’s other activities towards turnkey projects. For example, we see opportunities in the market for providing complex oil and gas dredging work combined with SMIT activities.
Reinforce:
• Invest in the dredging fleet • Invest in other equipment • Combine terminal services
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1. Invest in the dredging fleet - over the past few years Boskalis has had various ‘winning vessels’ built in the medium, large and jumbo hopper segments. We see ample opportunities for further selective investment in the market for dredging activities, particularly in the largest and smallest segments of the fleet. At the top end we want to recommission the mega hopper the W.D. Fairway. In addition we plan to have three competitive, smaller hoppers built.
Given that a few of our jumbo cutters are ageing, we also plan to invest in this segment over the next three years. In 2011 the self-propelled cutter Taurus II will be upgraded to a mega cutter. This investment will considerably increase the vessel’s total installed power and discharge pump power capacity with 60% to respectively 24,600 kW and 16,000 kW and extend its lifespan. We will also replace one of the elder jumbocutters by a new self-propelled cutter. This state of the art megacutter will get a total installed power and discharge pump power capacity of respectively about 24,000 kW and 16,000 kW.
Subject to the resumption of large-scale land reclamation projects in Singapore, we plan to invest in several self-propelled mega sand carriers; this will involve single-hull tankers being converted to enable them to transport large quantities of sand over long distances at a competitive cost.
2. Invest in other equipment- In response to developments we are seeing in the energy market (both in Oil & Gas and offshore wind parks), we are investing in a fallpipe vessel and a hybrid rock dumping/cable laying vessel. The fallpipe vessel is currently under construction and will be commissioned in early 2012.
With the completion of new LNG import and export terminals we expect to see a consi-derable number of new terminal contracts from 2012/2013. We plan to build new tugs to service new terminal contracts.
For our Asian Lift Singapore joint venture we want to have a large floating crane built which can be deployed for heavy lifting work in for example the oil and gas sector in the Southeast Asia region.
We want to achieve further expansion in the Brazilian growth market by investing in new tugboats for our Harbour Towage and Terminal Services segments.
Furthermore, we are investing in high-pressure diving equipment (saturation diving) to enable us to extend our existing diving activities to other regions.
3. Reinforce Terminal Services - In 2011 we will further explore a possible merger of SMIT Terminals and Lamnalco, in which Boskalis intends to keep a 50% stake.
Expand:
• Strengthen regional position • Expand regional position • Add global activities
1. Strengthen regional position using existing activities - We want to strengthen our position in the six geographic focus areas. The leveraging of our market presence and strong client relationships will enable us to offer a wider range of activities. For example, our dredging activities hold a strong position in Australia and we see opportunities to also offer Terminal Services and Heavy Lift services in this market. In Brazil, where we are well-B o s k a l i s a t a g l a n c e
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positioned with Harbour Towage, we also see good opportunities for our Dredging, Transport and Heavy Lift activities. In West Africa, where we have successfully been providing Dredging and Terminal Services for many decades, we see opportunities for growth in Transport and Heavy Lift. By using an existing market position to pass the ball from one activity to another, we see opportunities for strengthening our regional positions.
2. Expand regional position with new or related activities - As well as strengthening our regional position using our existing activities, we also see opportunities for starting up new, related activities. This demand for new activities stems primarily from developments in the energy market (both Oil & Gas and offshore wind parks) and the integration of the electricity and gas markets.
For example, we want to be involved in the realization of cabling infrastructures and the dismantling of oil platforms. Furthermore, in large-scale projects we want to be able to play a part in creating civil engineering constructions. We already provide these activities on a regional scale in the Middle East, where our associate company
Archirodon is very successful in these areas. Given their complementarity with the dredging activities we see further opportunities for expanding these activities to North-West Europe and, selectively, to other regions as well.
3. Add global activities - In addition to strengthening our combined activities at a regional level through organic growth and/ or acquisitions, we keep an eye out for acquisitions which provide a global niche position, on condition that they are a good fit with the rest of the group in terms of activities,
field of operation and core competencies. New activities have to be related, and must have the potential to contribute Value-Adding Assets and thus leverage the group’s
competencies.
Furthermore, we are open to any consolidation opportunities in the markets for Dredging, Harbour Towage and Terminal Services.
Conclusion
Boskalis is embarking on the 2011-2013 Business Plan with a sound balance sheet and healthy cash flow. This basis gives us sufficient scope for investment to renew and expand parts of the fleet with a total investment program of around € 1 billion.
The strategic framework for our Business Plan is based on current expectations with regard to global developments in the market segments relevant to us. Within this framework we believe in 2013 we should be able to match the historic annual result achieved in 2010.
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SMIT activities
In 2010 SMIT Harbour Towage provided assistance to many ships, including the Berge Stahl, one of the biggest bulk carriers in the world, on its arrival at the Port of Rotterdam. SMIT Salvage performs salvage and wreck clearance work, including in 2010 the firefighting operation on the Lisco Gloria ferry. In addition, SMIT provides transport and heavy lift services. SMIT Terminals provides assistance to incoming and outgoing (LNG) tankers at onshore and offshore terminals. 20
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Shareholder information
We are committed to open and transparent dialog with our financial stakeholders. We ensure that they are provided with accurate and timely information, to enable them to assess our performance in relation to developments and prospects in our markets.
Open dialog
We provide clear and accessible communications to our financial stakeholders, including existing and potential shareholders, institutional investors, financial analysts and the media. The Boskalis share is covered by all the major Dutch as well as a number of global brokers and their analysts. They play a key role in providing investors with infor-mation about our company and developments in the maritime markets which are relevant to us. We therefore make every effort to punctually provide our stakeholders with complete information about our corporate strategy and policy, and the resulting financial performance. Questions from stakeholders are answered candidly and wherever possible we take the initiative when it comes to raising impor-tant issues. We maintain regular contact with major investors and analysts, partly by organizing annual
visits to project sites. Meetings with investors and analysts are held using publicly available present-ations (www.boskalis.com) and price-sensitive information is only discussed if publicly available.
Website
The Boskalis corporate website provides a
constantly updated source of information about our core activities and ongoing projects. The website underwent a complete overhaul at the start of 2011. Annual reports, starting with this Annual Review, will be made available as interactive HTML reports from now on to increase their accessibility. The Investor Relations section offers information about our share and other information relevant to shareholders, as well as the latest and archived press releases and analyst and company presentations.
B o s k a l i s a t a g l a n c e
23 R o y a l B o s k a l i s We s t m i n s t e r n v
Share information
Boskalis’ authorized share capital of € 240 million is divided into 200 million shares, of which 150 million ordinary shares and 50 million cumulative protective preference shares. The issued capital as at 1 January 2010 consisted of 98.7 million ordinary shares. Nearly two-thirds of shareholders (62.4%) opted to have their dividend for 2009 distributed in the form of stock dividend, resulting in the issue of 2.3 million new ordinary shares in June 2010. On balance, the issued share capital at as 31 December 2010 consisted of 101.0 million ordinary shares.
Royal Boskalis Westminster N.V. shares are listed on NYSE Euronext Amsterdam, where they are included in the AEX leading index. The share is also included in the Euronext Next 150 index, FTSE All World Developed Europe Index and the Dow Jones STOXX 600 Index.
Tickers: Bloomberg: BOKA:NA, Reuters: BOSN.AS, Euronext Amsterdam: BOKA
In 2010, 125 million Boskalis shares were traded on NYSE Euronext Amsterdam (2009: 133 million). The average daily trading volume in 2010 was 485,549 shares, a decrease of 6% compared to 2009. In the course of 2010 the share price rose 32% from € 27.05 to € 35.70, comfortably outperforming the AEX index. The stock market capitalization increased 35% compared to the end of 2009 to € 3.6 billion.
Shareholders:
The following shareholders are known to have a holding of at least 5% in Boskalis as at 31 December 2010:
HAL Investments B.V.: 32.93% Delta Lloyd Groep: 5.15%
Besides these large shareholders, an estimated 15% of the shares are held by shareholders in the United States and Canada, 25% in the United Kingdom and the remainder in mainly the Netherlands, France, Germany and Scandinavia.
Merger with SMIT
On 12 November 2009 Boskalis and SMIT jointly announced their intention to sign a full merger agreement. To partially finance the acquisition Boskalis successfully completed an equity issue in early December involving over 9 million new shares worth € 230 million. An offer for SMIT’s shares was launched on 24 February 2010 and when the bid was declared unconditional on 27 March, 89.6% of all shares had been tendered. On 5 May 2010 SMIT shares were delisted from NYSE Euronext Amsterdam. Since 12 January 2011 Boskalis has been in possession of the full 100% of SMIT shares.
Dividend policy
The main principle underlying the Boskalis dividend policy is to distribute 40% to 50% of the net profit from ordinary operations as dividend. At the same time Boskalis aims to achieve a stable development of the dividend in the longer term. The choice of dividend (in cash and/or entirely or partly in shares) takes into account both the company’s desired balance sheet structure and the interests of shareholders.
S h a re h o l d e r i n f o r m a t i o n
Financial agenda 2011
17 March Publication of 2010 annual results End-March Publication of 2010 annual report 5 April Capital Market Day
12 May Trading update on first quarter of 2011 12 May Annual General Meeting
16 May Ex-dividend date
18 May Record date for dividend entitlement (after market close) 27 May Final date for stating of dividend preference
1 June Determination and publication of conversion rate for dividend based on the average share price on 30, 31 May and 1 June (after market close) 8 June Date of dividend payment and delivery of shares 18 August Publication of 2011 half-year results
Cutter suction dredgers
Cutter suction dredgers are used to dredge hard soil and rock. A cutter head is used to cut away the soil which is usually pumped ashore using a pressure pipeline. Boskalis has a fleet of around 30 cutter suction dredgers, including four jumbo cutter suction dredgers. Jumbo cutter suction dredgers in action in 2010 included the Ursa on the construction of a cruise terminal in the Bahamas and the Taurus II on the Gorgon Project in Australia. 24
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We recommend the following to the Annual General Meeting of Shareholders:
• The adoption of the financial statements, including the proposed profit appropriation; • The discharge of the members of the
Board of Management in respect of their managementactivities during 2010; • The discharge of the members of the
Supervisory Board for their supervision of management during 2010; and
• The distribution to shareholders of a dividend of € 1.24 per ordinary share to be paid in ordinary shares, unless the shareholder opts for a cash dividend.
Composition of the Board of Management
At the beginning of the year under review the Board of Management consisted of three members. On 17 March 2010 the Supervisory Board reappointed Mr. Kamps to the Board of Management in the position of Chief Financial Officer for a period of four years. Furthermore, in connection with the merger with Smit Internationale N.V., Mr. Vree was appointed to the Board of Management with effect from 1 April 2010, likewise for a period of four years. Once the integration of Royal Boskalis Westminster N.V. and Smit Internationale N.V. had been completed, Mr. Vree resigned from the Board of Management on 31 December 2010. There were no other changes to the composition of the Board of Management during the year under review.
Composition of the Supervisory Board At the start of 2010 the Supervisory Board
consisted of five members. In view of the merger with Smit Internationale N.V. the Supervisory Board decided to expand the Supervisory Board to six members. On 17 March 2010 the Extraordinary General Meeting of Shareholders, on the recommendation of the Supervisory Board and with the backing of the Works Council, appointed Mr. Hazewinkel to the Supervisory Board with effect from 27 March 2010 and for a period of four years.
Activities of the Supervisory Board
The Supervisory Board held six meetings with the Board of Management. All members of the Supervisory Board attended most of the meetings during the year under review.
Permanent items on the agenda of the Supervisory Board are: the development of the results, the balance sheet, and industry and market developments. With regard to the market developments the Board of Management discussed potential large projects as well as the progress on material projects contracted. During the year under review subjects discussed included the contracting of large projects such as Nordstream, Swinoujscie in Poland, the ‘sand motor’ in the Netherlands and the salvage of the MSC Chitra in India, as well as the progress of projects such as Maasvlakte 2 in the Netherlands and Gorgon in Australia.
Other topics under scrutiny in 2010 included the corporate budget, liquidity, acquisition and In accordance with Article 27 of the Articles of Association of Royal Boskalis Westminster N.V., the Supervisory Board presents the 2010 annual report to the Annual General Meeting of Shareholders. The annual report, including the financial statements and the management statement, was drawn up by the Board of Management. The financial statements are accompanied by the report of the company’s external auditor KPMG Accountants N.V., which is included on page 131 of this report.
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R e p o r t o f t h e S u p e r v i s o r y B o a rd
investment proposals, organizational structure, the status of the pension funds, staffing policy as well as the remuneration policy of the Board of Management. Special attention was paid to the company’s policy on safety, health and the environment, as illustrated in the CSR report. Also the company’s new safety program, called NINA (No Injuries No Accidents), and the way in which this program is being implemented within the organization and by subcontractors, were extensively discussed.
The Supervisory Board examined the company’s strategy and the risks associated with it, as well as the implementation of the 2009-2011 business plan. Another regular topic of discussion
concerned the principal risks inherent to the management of the company, such as the risks associated with contracting. Further information about this can be found on pages 51 to 56 of this report. The structure and operation of the internal risk management and control systems were assessed regularly and discussed with the Supervisory Board. No significant changes were made to the internal risk management and control systems during the year under review. The meetings to discuss the annual and semi-annual results were held in the presence of the external auditor.
The merger with Smit Internationale N.V. was an important topic in 2010. The Supervisory Board considered the compatibility of the merger with the company’s strategy, the likely market and cost synergies, the impact of the necessary financing, the merger protocol, the outcome of the due diligence, the recommendations of the respective works councils on the subject and the public offer procedures. On 17 March 2010 the Supervisory Board submitted the joint proposal from the Supervisory Board and the Board of Management for the acquisition of a stake equalling the entire outstanding share capital of Smit Internationale
N.V. for approval by the Extraordinary General Meeting of Shareholders. The proposal was approved by that body on that same day. In the second half of the year under review the Supervisory Board studied the integration of the company with Smit Internationale N.V., the way in which the results of Smit Internationale N.V. have been recognized, as well as the negotiations regarding the sale of SMIT Terminals to Lamnalco.
Special attention was paid to the financial position of the pension funds with which Boskalis is associated, to the recovery plans drawn up in their regard and in particular to the voluntarily measures required to prevent a reduction in pension benefits at the SMIT pension fund. The further settlement of the case involving the mega hopper W.D. Fairway, which was involved in a collision in 2007, was also discussed, as well as the principles applying to the method of calculating the remuneration of the Board of Management.
In the course of the year under review the Supervisory Board paid a working visit to the Fremantle and Gorgon projects in Australia. During the visit the Supervisory Board familiarized itself with the operational, environmental and safety aspects of this latest large-scale project. Extensive attention was also paid to the market trends in Australia with regard to the development of marine infrastructure.
Various members of the Supervisory Board discussed the results, the corporate strategy, the market developments, the current situation surrounding the pension funds as well as the merger and integration with Smit Internationale N.V. with the Works Council.
The Supervisory Board has instituted three core committees - the Audit Committee, the Remuneration Committee and the Selection and Appointment Committee. They performed their tasks as follows.
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Activities during 2010
The Audit Committee met three times during 2010 to discuss matters including the 2009 annual accounts, (interim) financial reporting for the 2010 financial year, the offer for the remaining stake in Smit Internationale N.V., the recognition of the acquisition in the financial reporting, and in particular the purchase price allocation, the impact of the takeover on group profit, developments in IFRS, risk management, cost control, developments in the order book, insurance matters, the company’s tax position, internal control procedures, and financial accounting and relevant legislation and regulations, including the Corporate Governance Code. The Management Letter issued by the auditor as part of the audit of the 2009 annual accounts was discussed, as was the follow-up of points from previously issued Management Letters.
In addition, the Audit Committee discussed the financing of the takeover of Smit Internationale N.V., as well as the development of the financial position of the pension funds with which Boskalis is associated. Special attention was paid to the coverage shortfall of the Boskalis pension fund and the proposed plan to remedy this, as well as the measures taken in connection with the SMIT pension fund.
The Audit Committee discussed once again the importance of an internal audit function and the associated duties and responsibilities, and documented these in an Internal Audit Charter. The activities of the internal auditor during 2010 were also discussed, as well the Internal Audit Plan for 2011.
The chairman of the Board of Management and the Chief Financial Officer were present at the meetings of the Audit Committee, along with the group controller and the external auditor. During the year under review meetings were also held with the Inventory of cutter heads on the Khalifa Port project in Abu Dhabi.
Audit Committee
Members of the Audit Committee
The Audit Committee consists of two members: M. Niggebrugge (chairman) and H. Heemskerk.
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external auditor without the Board of Management being present. Reports and findings of these meetings were presented to the entire Supervisory Board.
Remuneration Committee
Members of the Remuneration Committee The Remuneration Committee consists of two members: C. van Woudenberg (chairman) and M.P. Kramer.
The Remuneration Committee availed itself of the services of an independent remuneration adviser and ascertained that this remuneration adviser does not provide advice to the members of the Board of Management.
Duties and responsibilities of the Remuneration Committee
The Remuneration Committee performs the following duties:
• Putting forward a proposal to the Supervisory Board with regard to the remuneration policy to be pursued for the Board of Management. The policy is submitted for approval by the General Meeting of Shareholders.
• Putting forward a proposal to the Supervisory Board with regard to the remuneration of individual members of the Board of Management (in accordance with the remuneration policy adopted by the General Meeting of Shareholders).
• Compiling the remuneration report on the remuneration policy pursued, subject to adoption by the Supervisory Board. The remuneration report can be found on the website www.boskalis.com under the Corporate Governance section.
Activities during 2010
The Remuneration Committee met six times during 2010, with none of the members of the Remuneration Committee having been absent from
the meetings. The committee also held regular consultations outside these meetings.
In the course of 2010 the Remuneration Committee considered whether the Boskalis remuneration policy is appropriate given current and expected conditions on the Dutch market and whether it complies with Corporate Governance guidelines. Based on these considerations and in light of the merger with Smit Internationale N.V. completed in 2010 the Remuneration Committee advised the Supervisory Board to make a limited number of adjustments to the remuneration policy. These adjustments, which will be explained further on in this report, will help to further enhance the degree of transparency and accountability with regard to the policy. The Remuneration Committee will continue to closely monitor developments in the Dutch market during 2011 and beyond, and consider whether any internal or external developments occur which require the policy to be revised.
Amongst other activities the Remuneration Committee:
• kept itself up to date with the most recent developments in Corporate Governance, both in the Netherlands and internationally; • conducted a remuneration survey to inform
itself about developments with respect to executive remuneration policies in the Dutch and international markets (including amount, performance measures, composition of remuneration package);
• submitted an amendment proposal to simplify the structure and calculation of the quantitative measures for short-term and long-term
bonuses;
• conducted scenario analyses
Remuneration policy for the Board of Management The remuneration policy for the Board of
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of Shareholders on 8 May 2006. The remuneration policy is appropriate to the strategy and core values of Boskalis, which are centered on long-term orientation and continuity and take into account the interests of Boskalis’ shareholders, clients, employees as well as the ‘wider environment.’
On the advice of the Remuneration Committee the Supervisory Board proposed to the Extraordinary General Meeting of Shareholders on January 21 2011, that the remuneration policy adopted in 2006 be revised.
The reason for effecting a limited change to the current remuneration policy lay in the structure and calculation of the quantitative measures for the short-term and long-term bonuses. In practice these have proved to be unnecessarily complicated and based on insufficiently coherent valuation principles (Economic Value Added, hereinafter EVA). In addition, the change incorporated the latest amendments to both the law and the Dutch Corporate Governance Code, which are currently already applicable to Boskalis.
This proposal was adopted by the Extraordinary General Meeting of Shareholders on 21 January 2011.
The rest of the remuneration policy has been retained unchanged. The full text of the revised remuneration policy can be found on the Boskalis company website (www.boskalis.com).
Execution of the remuneration policy in 2010 In 2010 the remuneration policy was executed in accordance with the remuneration policy as adopted by the General Meeting of Shareholders in 2006.
Remuneration policy for the Supervisory Board The remuneration policy for the Supervisory Board was adopted by the General Meeting of Shareholders in 2007. During 2010 the remuneration policy was executed in accordance with the policy as adopted.
The full remuneration report has been published on the Boskalis website (ww.boskalis.com).
Selection and Appointment Committee Members of the Selection and Appointment Committee
The Selection and Appointment Committee
consists of two members: H. Heemskerk (chairman) and M. van der Vorm.
Activities during 2010
In 2010 the Selection and Appointment Committee met once and also consulted by telephone. During the year under review the Selection and Appointment Committee discussed a balanced composition of the Board of Management, and also assessed the size and composition of the Supervisory Board, bearing in mind the description of the Board’s Profile and its retirement rota.
In the year under review this involved the preparation of the following selections and reappointments:
In view of the expansion of the company with Smit Internationale N.V. the Supervisory Board decided to augment the Supervisory Board to six members. The Supervisory Board simultaneously informed both the shareholders and the Works Council of the resulting vacancy. When it emerged that the General Meeting of Shareholders did not have any recommendations with regard to filling the vacancy and the Supervisory Board’s recommendation had the full backing of the Works Council, the Supervisory Board nominated Mr. Hazewinkel for appointment to the Supervisory Board. The selection of Mr. Hazewinkel was made in accordance with the Profile and was based on Mr. Hazewinkel’s national and international experience as well as the specific knowledge he gained as chairman of the Supervisory Board of Smit Internationale N.V. The Extraordinary General Meeting of Shareholders of 17 March 2010 appointed Mr. Hazewinkel to the Supervisory Board R e p o r t o f t h e S u p e r v i s o r y B o a rd
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for a period of four years as per 27 March 2010. During the year under review Boskalis organized an introduction program to the company for
Mr. Hazewinkel.
The Selection and Appointment Committee also discussed the reappointment of Mr. Kamps to the Board of Management in the position of Chief Financial Officer. Mr. Kamps was first appointed to the post in 2006. The Supervisory Board adopted the proposal to reappoint him and, having sought the opinion of the Extraordinary General Meeting of Shareholders on the matter, on 17 March 2010 reappointed Mr. Kamps to the Board of Management in the position of Chief Financial Officer for a four-year term.
On 17 March 2010 the Supervisory Board submitted the proposal to appoint Mr. Vree to the Board of Management to the Extraordinary General Meeting of Shareholders. In light of the merger with Smit Internationale N.V., it was considered that the addition of Mr. Vree to the Board of Management would strengthen the Board’s expertise and experience. Following consultation with the shareholders, the Supervisory Board appointed Mr. Vree to the Board of Management for a period of four years with effect from 1 April 2010.
On 17 March the Supervisory Board decided to appoint Mr. M. van der Vorm vice-chairman of the Supervisory Board on the grounds of his extensive experience.
Dutch Corporate Governance Code
Since the introduction of the Dutch Corporate Governance Code (the ‘Code’) in 2004, the principles of proper corporate governance and best practice provisions set out in the Code have regularly been discussed at Supervisory Board meetings. A decree of 10 December 2009 declared the new Dutch Corporate Governance Code to be applicable to annual reports relating to financial years commencing on or after 1 January 2009.
During the year under review the Supervisory Board formulated the company’s new Corporate Governance policy and updated the company’s Corporate Governance documentation accordingly. The new Corporate Governance policy was put on the agenda as a separate item for discussion by the General Meeting of Shareholders on 12 May 2010. The principal points of the policy can be found on pages 58 to 59 of this report.
In the opinion of the Supervisory Board, the provisions of the Code regarding the independence of the members of
the Supervisory Board have been complied with. The Supervisory Board considers Mr. M. van der Vorm to be non-independent in the sense of the Code.
Outside the presence of the board members the Supervisory Board discussed the performance of the Board of Management and its individual members as well as reviewing the performance of the Supervisory Board and its individual members as measured against the Profile. This evaluation took place during collective as well as bilateral meetings between the Supervisory Board, the chairman of the Supervisory Board and the individual members of the Board of Management.
The Supervisory Board wishes to thank the Board of Management and the company’s employees for their efforts during 2010 and extends its compliments to them for the results achieved for the year.
Papendrecht / Sliedrecht, 16 March 2011
Supervisory Board
Mr. H. Heemskerk, chairman Mr. M. van der Vorm Mr. H.J. Hazewinkel Mr. M.P. Kramer Mr. M. Niggebrugge Mr. C. van Woudenberg R e p o r t o f t h e S u p e r v i s o r y B o a rd
Land reclamation
The site where the dredged material is brought ashore is called the landfill. To achieve sufficient power and bearing capacity and be able to use as much of the material as possible calls for maximum cooperation between human effort, equipment and technology. Continuous research at Boskalis on the best possible use of the material in the landfill cuts down the number of shipping movements required. This has a positive effect on both efficiency and CO2 emissions.
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35
Market developments 36
Financial performance 37
Operational performance 46
Corporate Social Responsibility 50
Risk management 51
Corporate Governance 58
Outlook 60
Statement of Directors’ responsibilities 61
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The markets in which Boskalis operates are driven by factors such as growth in world trade, energy consumption, the global population and the effects of climate change.
Over the past few years we have been faced with stagnating demand as a result of the cyclical downturn at the end of 2008. At the same time we have seen new production capacity coming onto the market in the past few years. This puts pressure on both volumes and margins on new projects and in certain sections of the market. However, recent market studies confirmed yet again that structural growth factors for the medium term remain positive. In several regions of the world, clients in various market segments are developing numerous new initiatives for new and in many cases large maritime infrastructure projects.
This applies in particular to energy and commodity-related projects in South America, West Africa and Australia. Many of these projects are expected to come onto the market in the next two years.
The demand for harbour towage services is developing positively. Freight volumes are picking up after dropping off in 2009. The further growth of the terminal activities is connected to the completion of new oil and LNG import and export terminals which are expected to come on stream from 2012. The development of the salvage market is difficult to predict, given the nature of the activities. Development at Transport & Heavy Lift is in particular dependent on an upturn in the spot market, especially the offshore spot market, which is not expected to occur before 2012.
Market developments
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R e p o r t o f t h e B o a rd o f M a n a g e m e n t
Financial performance
Revenue by geographical area
(in millions of euros) 2010 2009
The Netherlands 517 316
Rest of Europe 585 432
Australia / Asia 626 370
Middle East 370 662
Africa 228 164
North and South America 348 231
Group 2,674 2,175 bewerkt voor JV2010 517 585 626 370 228 348 Revenue by market
(in millions of euros) 2010 2009
Dredging & Earthmoving 1,801 1,814
Harbour Towage 155 —
Salvage, Transport & Heavy Lift 296 —
Terminal Services 148 60
Maritime Infrastructure 265 301
Non-allocated group costs 9
Group 2,674 2,175 bewerkt voor JV2010 155 1,801 296 148 265 9
Operational and financial developments In 2010 Boskalis successfully completed the acquisition of Smit Internationale N.V. by means of a public offer. The SMIT results over the first quarter were recognized as ‘result of associated
companies’ based on the pro rata shareholding. From the second quarter onwards the activities of the SMIT group companies were fully, and those of the joint ventures proportionately, consolidated in the results.
Royal Boskalis Westminster N.V. achieved a record result in 2010, with net profit rising 36% to an all-time high of € 310.5 million (2009: € 227.9 million). Revenue growth of 23% to € 2.7 billion represented another new record (2009: € 2.2 billion). This exceptional performance was partly attributable to a very strong operational year as well as the contribution from Smit Internationale N.V. following the acquisition.
The operating result (EBIT) rose by 61% to € 401.9 million (2009: € 249.3 million). Our core Dredging & Earthmoving activities achieved an exceptionally strong result, partly thanks to the good quality of the projects in the order book, a successful operational year and the settlement of a number of projects. The result also included a pre-tax gain of € 33.6 million in connection with the settlement of a number of long-running insurance and other equipment-related claims. In addition, the operating result (EBIT) included a contribution from the SMIT business units of € 72.1 million, net of one-time acquisition-related expenses. The result from the SMIT activities was lower compared to the same period of last year.
The total order book, including the SMIT order book, stood at € 3,248 million at the end of 2010 (end-2009: € 2,875 million).
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Revenue
Revenue in the year under review rose by 23% to € 2.7 billion. SMIT contributed € 533 million to revenue; excluding the SMIT consolidation effect, revenue was € 2.1 billion (2009: € 2.2 billion).
EBITDA
Group earnings before the result of associated companies, interest, tax, depreciation, amortization and impairments (EBITDA) rose 40% to € 622 million (2009: € 445 million). The SMIT activities contributed € 152 million to the EBITDA result, excluding non-recurring merger costs.
Operating result (EBIT)
The operating result (EBIT) increased by 61% to € 402 million (2009: € 249 million). This result also includes several extraordinary items in the Dredging & Earthmoving segment.
Segment results
(in millions of euros) 2010 2009
Dredging & Earthmoving 320.5 216.6
Harbour Towage 23.2 —
Salvage, Transport & Heavy Lift 43.0 —
Terminal Services 22.3 28.8
Maritime Infrastructure 28.9 12.9
Non-allocated group costs -36.0 -9.0
Group 401.9 249.3
The generally good quality of the projects in the order book at the beginning of 2010 and the largely successful execution of those projects combined with optimum deployment of equipment, along with a positive settlement of a number of projects which had been technically concluded earlier all combined to propel the EBIT margin in the Dredging & Earthmoving segment to a high level. In addition the result includes a pre-tax amount of € 33.6 million arising from the settlement of a number of long-running insurance and other equipment-related claims. The SMIT activities contributed a total of € 72.1 million to the operating result, net of one-time acquisition-related expenses.
SMIT’s contribution to the result can be divided into a number of operational and acquisition-related components:
• the contribution resulting from the operational activities of which € 3.6 million relating to the first quarter, recognized as ‘result of associated companies’, and
€ 72.1 million relating to the period from the second quarter onwards, recognized in the operating result. From the second quarter onwards the activities of SMIT were fully consolidated;
• non-recurring expenses of € 21.3 million chargeable to the operating result, accounted for as ‘non-allocated group costs’. These costs, incurred by both SMIT and Boskalis, were connected to the acquisition and arrangement of the related financing, as well as the integration;
• a non-cash gain of € 17.3 million from the revaluation of the 29.98% stake in SMIT prior to the bid being declared unconditional. This revaluation gain, representing the difference between the valuation of the stake based Highlights of 2010
Record profit of € 311 million Record revenue of € 2.7 billion
Order book steady at high level: € 3.2 billion Earnings per share € 3.11; proposed dividend € 1.24 per share